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Contract 54473
Received Date: 09/15/2020 Received Time: 2:50 PM Developer and Project Information Cover Sheet: Developer Company Name: Ashton Dallas Residential,LLC Address, State,Zip Code: 1 1800 Valley View Ln. #100,Farmers Branch TX, 75234 Phone&Email: 972-360-8709, daniel.satsky@ashtonwoods.com Authorized Signatory, Title: Daniel Satsky,Vice President of Land Acquisition&Development Project Name: Willow Springs Phase 1B Brief Description: Water, Sewer,Paving, Storm Drain, Street Lights Project Location: Avondale Haslet Road at Willow Springs Road Plat Case Number: Plat Name: Mapsco: Council District: 7 CFA Number: CFA20-009 City Project Number: 102181 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth,Texas Page 1 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] CSC No.54473 STANDARD COMMUNITY FACILITIES AGREEMENT This COMMUNITY FACILITIES AGREEMENT ("Agreement") is made and entered into by and between The City of Fort Worth("City"), a home-rule municipal corporation of the State of Texas, acting by and through its duly authorized Assistant City Manager,and Ashton Dallas Residential, LLC ("Developer"),acting by and through its duly authorized representative. City and Developer are referred to herein individually as a"party"and collectively as the"parties." WHEREAS, Developer is constructing private improvements or subdividing land within the corporate limits of Fort Worth, Texas or its extraterritorial jurisdiction, for a project known as Willow Springs Phase 1B("Project"); and WHEREAS, the City desires to ensure that all developments are adequately served by public infrastructure and that the public infrastructure is constructed according to City standards; and WHEREAS, as a condition of approval of the Project, Developer is required to bear a portion of the costs of municipal infrastructure by constructing the public infrastructure necessary for the Project as described in this Agreement("Community Facilities"or"Improvements"); and WHEREAS,as a condition of approval of the Project,Developer is required to meet the additional obligations contained in this Agreement, and Developer may be required to make dedications of land,pay fees or construction costs, or meet other obligations that are not a part of this Agreement.; and WHEREAS,the City is not participating in the cost of the Improvements or Project; and WHEREAS, the Developer and the City desire to enter into this Agreement in connection with the collective Improvements for the Project; NOW,THEREFORE,for and in consideration of the covenants and conditions contained herein, the City and the Developer do hereby agree as follows: 1. CFA Ordinance The Community Facilities Agreements Ordinance("CFA Ordinance"),as amended,is incorporated into this Agreement by reference, as if it was fully set forth herein. Developer agrees to comply with all provisions of the CFA Ordinance in the performance of Developer's duties and obligations pursuant to this Agreement and to cause all contractors hired by Developer to comply with the CFA Ordinance in connection with the work performed by the contractors. If a conflict exist between the terms and conditions of this Agreement and the CFA Ordinance,the CFA Ordinance shall control. 2. Incorporation of Engineering Plans The engineering plans for the Improvements that have been accepted by the City ("Engineering Plans")are incorporated into this Agreement by reference as if fully set out herein. Developer shall provide City of Fort Worth,Texas OFFICIAL RECORD page 2 of 18 Standard Community Facilities Agreement CITY SECRETARY Rev.10/5/19[NPC] FT. WORTH, TX at its expense, unless otherwise agreed to by City, all engineering drawings and documents necessary to construct the Improvements required by this Agreement. 3. Description of Improvements; Exhibits and Attachments The following exhibits describe the general location, nature and extent of the Improvements that are the subject of this Agreement and are attached hereto and incorporated herein by reference: ® Exhibit A: Water ® Exhibit A-1: Sewer ® Exhibit B: Paving ® Exhibit B-1: Storm Drain ® Exhibit C: Street Lights & Signs The Location Map and Cost Estimates are also attached hereto and incorporated herein by reference. To the extent that Exhibits A, A-1, B, B-1, C, the Location Map, or the Cost Estimates conflict with the Engineering Plans, the Engineering Plans shall control. If applicable, Attachment 1 — Changes to Standard Community Facilities Agreement, Attachment 2 — Phased CFA Provisions, and Attachment 3 — Concurrent CFA Provisions, are attached hereto and incorporated herein for all purposes. 4. Construction of Improvements Developer agrees to cause the construction of the Improvements contemplated by this Agreement and that said construction shall be completed in a good and workmanlike manner and in accordance with all City standards and specifications, the Engineering Plans, the Cost Estimates provided for the Improvements,and this Agreement. Developer acknowledges that City will not accept the Improvements until the City receives affidavits and lien releases signed by Developer's contractors verifying that the contractors, and all subcontractors and material suppliers, have been paid in full for constructing the Improvements, and consent of the surety on payment and performance bonds provided for the Improvements. 5. Financial Guarantee Developer has provided the City with a financial guarantee in the form and amounts set forth in this Agreement which guarantees the construction of the Improvements and payment by Developer of all contractors, subcontractors, and material suppliers for the Improvements ("Financial Guarantee"). Developer shall keep the Financial Guarantee in full force and effect until released by the City and shall not reduce the amount of the Financial Guarantee unless authorized by the City in accordance with the CFA Ordinance. 6. Completion Deadline; Extension Periods This Agreement shall be effective on the date this Agreement is executed by the City's Assistant City Manager ("Effective Date"). Developer shall complete construction of the Improvements and obtain the City's acceptance of the Improvements within two (2) years of the Effective Date ("Term"). City of Fort Worth,Texas Page 3 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] If construction of the Improvements has started during the Term, the Developer may request that this Agreement be extended for an additional period of time("Extension Period"). All Extension Periods shall be agreed to in writing by the City and the Developer as set forth in a written amendment to this Agreement. In no event shall the Term of this Agreement plus any Extension Periods be for more than three years. 7. Failure to Construct the Improvements (a) The City may utilize the Developer's Financial Guarantee to cause the completion of the construction of the Improvements if at the end of the Term, and any Extension Periods, the Improvements have not been completed and accepted by the City. (b) The City may utilize the Developer's Financial Guarantee to cause the completion of the construction of the Improvements or to cause the payment of costs for construction of the Improvements before the expiration of the Term, and any Extension Period, if the Developer breaches this Agreement,becomes insolvent, or fails to pay costs of construction. (c) If the Financial Guarantee is a Completion Agreement and the Developer's contractors or suppliers are not paid for construction costs or materials supplied for the Improvements the contractors and suppliers may place a lien upon any property which the City does not have an ownership interest that is the subject of the Completion Agreement. (d) Nothing contained herein is intended to limit the Developer's obligations under the CFA Ordinance, this Agreement, the Financial Guarantee, Developer's agreements with Developer's contractors,or other related agreements. 8. Termination If Developer desires to terminate this Agreement before Developer's contractors begin constructing the Improvements, Developer agrees to the following: (a) that Developer and City must execute a termination of this Agreement in writing; (b) that Developer will vacate any final plats that have been filed with the county where the Project is located; and (c) to pay to the City all costs incurred by the City in connection with this Agreement, including time spent by the City's inspectors at preconstruction meetings. 9. Award of Construction Contracts (a) Developer will award all contracts for the construction of the Improvements and cause the Improvements to be constructed in accordance with the CFA Ordinance. (b) Developer will employ construction contractors who meet the requirements of the City to construct the Improvements including,but not limited,to being prequalified, insured, licensed and bonded to construct the Improvements in the City. City of Fort Worth,Texas Page 4 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] (c) Developer will require Developer's contractors to provide the City with payment and performance bonds naming the City and the Developer as dual obligees, in the amount of one hundred percent (100%) of the cost of the Improvements as required by the CFA Ordinance. The payment and performance bonds shall guarantee construction of the Improvements and payment of all subcontractors and material suppliers. Developer agrees to require Developer's contractors to provide the City with a maintenance bond naming the City as an oblige, in the amount of one hundred percent (100%) of the cost of the Improvements, that guarantees correction of defects in materials and workmanship for the Improvements by the contractor and surety for a period of two (2) years after completion and final acceptance of the Improvements by the City. All bonds must be provided to the City before construction begins and must meet the requirements of the City's Standard Conditions,Chapter 2253 of the Texas Government Code,and the Texas Insurance Code. (d) Developer will require Developer's contractors to provide the City with insurance equal to or in excess of the amounts required by the City's standard specifications and contract documents for developer-awarded infrastructure construction contracts. The City must be named as an additional insured on all insurance policies. The Developer must provide the City with a Certificate of Insurance (ACORD or form approved by the State of Texas), supplied by each contractor's insurance provider,which shall be made a part of the Project Manual. (e) Developer will require the Developer's contractors to give forty-eight (48) hours' advance notice of their intent to commence construction of the Improvements to the City's Construction Services Division so that City inspection personnel will be available. Developer will require Developer's contractors to allow construction of the Improvements to be subject to inspection at any and all times by the City's inspectors. Developer will require Developer's contractors to not install or relocate any sanitary sewer, storm drain, or water pipe unless a City inspector is present and gives consent to proceed, and to allow such laboratory tests as may be required by the City. (f) Developer will not allow Developer's contractors to begin construction of the Improvements until a notice to proceed to construction is issued by the City. (g) Developer will not allow Developer's contractors to connect buildings to service lines of sewer and water mains constructed pursuant to this Agreement, if any, until said sewer, water mains and service lines have been completed to the satisfaction of the City. 10. Utilities Developer shall cause the installation or adjustment of utilities required to: (1) serve the Project; and(2) to construct the Improvements required herein. City shall not be responsible for payment of any costs that may be incurred by Developer in the relocation of any utilities that are or may be in conflict with any of the Improvements to be constructed pursuant to this Agreement. 11. Easements and Rights-of-Way Developer agrees to provide,at its expense,all necessary rights-of-way and easements required for the construction and dedication to the City of the Improvements provided for by this Agreement. City of Fort Worth,Texas Page 5 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 12. Liability and Indemnification (a) DEVELOPER HEREBY RELEASES AND AGREES TO INDEMNIFY, DEFEND AND HOLD THE CITY HARMLESS FOR ANY INADEQUACIES IN THE PRELIMINARY PLANS, SPECIFICATIONS, ENGINEERING PLANS, AND COST ESTIMATES SUPPLIED BY THE DEVELOPER FOR THIS AGREEMENT. (b) THE DEVELOPER COVENANTS AND AGREES TO, AND BY THESE PRESENTS DOES HEREBY FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,AGENTS AND EMPLOYEES FROM ALL SUITS,ACTIONS OR CLAIMS OF ANY CHARACTER, WHETHER REAL OR ASSERTED,BROUGHT FOR OR ONACCOUNT OFANYINJURIES OR DAMAGESSUSTAINED BYANYPERSONS,INCLUDING DEATH, OR TO ANY PROPERTY, RESULTING FROM OR IN CONNECTION WITH THE CONSTRUCTION, DESIGN, PERFORMANCE OR COMPLETION OF ANY WORK TO BE PERFORMED BY SAID DEVELOPER, ITS CONTRACTORS, SUBCONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, OR IN CONSEQUENCE OF ANY FAILURE TO PROPERLYSAFEGUARD THE WORK, OR ONACCOUNT OFANYACT,INTENTIONAL OR OTHERWISE, NEGLECT OR MISCONDUCT OF SAID DEVELOPER, ITS CONTRACTORS, SUB-CONTRACTORS, OFFICERS, AGENTS OR EMPLOYEES, WHETHER OR NOTSUCHINJURIES,DEATH ORDAMAGESARE CAUSED,IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS,SERVANTS, OR EMPLOYEES. (c) DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, SUITS OR CAUSES OF ACTION OF ANY NATURE WHATSOEVER, WHETHER REAL OR ASSERTED, BROUGHT FOR OR ON ACCOUNT OF ANY INJURIES OR DAMAGES TO PERSONS OR PROPERTY, INCLUDING DEATH,RESULTING FROM, OR INANY WAY CONNECTED WITH, THE CONSTRUCTION OF THE IMPROVEMENTS CONTEMPLATED HEREIN, WHETHER OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, OR EMPLOYEES. FURTHER, DEVELOPER WILL REQUIRE ITS CONTRACTORS TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES SUFFERED BY THE CITY OR CAUSED AS A RESULT OF SAID CONTRACTORS' FAILURE TO COMPLETE THE WORK AND CONSTRUCT THE IMPROVEMENTS IN A GOOD AND WORKMANLIKE MANNER, FREE FROM DEFECTS,IN CONFORMANCE WITH THE CFA ORDINANCE, AND INACCORDANCE WITH ALL PLANS AND SPECIFICATIONS. 13. Right to Enforce Contracts Upon completion of all work associated with the construction of the Improvements,Developer will assign to the City a non-exclusive right to enforce the contracts entered into by Developer with its contractors,along with an assignment of all warranties given by the contractors,whether express or implied. Further,Developer agrees that all contracts with any contractor shall include provisions granting to the City the right to enforce such contracts as an express intended third party beneficiary of such contracts. City of Fort Worth,Texas Page 6 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 14. Estimated Fees Paid by Developer; Reconciliation Prior to execution of this Agreement, Developer has paid to the City the estimated cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees in the amounts set forth in the Cost Summary section of this Agreement. Upon completion of the construction of the Improvements, the City will reconcile the actual cost of administrative material testing service fees, construction inspection service fees, and water testing lab fees with the estimated fees paid by Developer. If the actual costs of the fees are more than the estimated payments made by the Developer, the Developer must pay the difference to the City before the Improvements will be accepted by the City. If the actual costs of the fees are less than the estimated payments made by the Developer,the City will refund the difference to the Developer. If the difference between the actual costs and the estimated payments made by the Developer is less than fifty dollars($50.00), the City will not issue a refund and the Developer will not be responsible for paying the difference. The financial guarantee will not be released by the City or returned to the Developer until reconciliation has been completed by the City and any fees owed to the City have been paid by the Developer. 15. Material Testing The City maintains a list of pre-approved material testing laboratories. The Developer must contract with material testing laboratories on the City's list. Material testing laboratories will provide copies of all test results directly to the City and the Developer. If the Improvements being constructed fail a test, the Developer must correct or replace the Improvements until the Improvements pass all retests. The Developer must pay the material testing laboratories directly for all material testing and retesting. The City will obtainproof from the material testing laboratories that the material testing laboratories have been paid in full by the Developer before the City will accept the Improvements. 16. Notices All notices required or permitted under this Agreement may be given to a party by hand- delivery or by mail, addressed to such party at the address stated below. Any notice so given shall be deemed to have been received when deposited in the United States mail so addressed with postage prepaid: CITY: DEVELOPER: Development Coordination Office Ashton Dallas Residential, LLC City of Fort Worth 1800 Valley View Ln# 100 200 Texas Street Farmers Branch, TX, 75234 Fort Worth, Texas 76102 With copies to: City Attorney's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 City of Fort Worth,Texas Page 7 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] and City Manager's Office City of Fort Worth 200 Texas Street Fort Worth, Texas 76102 Or to such other address one party may hereafter designate by notice in writing addressed and mailed or delivered to the other party hereto. 17. Right to Audit Developer agrees that, until the expiration of three (3) years after acceptance by the City of the Improvements constructed pursuant to this Agreement, that the City shall have access to and the right to examine any directly pertinent books, documents, papers and records of the Developer involving transactions relating to this Agreement. Developer agrees that the City shall have access during normal working hours to all necessary Developer facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Developer reasonable advance notice of intended audits. Developer further agrees to include in all contracts with Developer's contractors for the Improvements a provision to the effect that the contractor agrees that the City shall,until the expiration of three(3)years after final payment under the contract,have access to and the right to examine any directly pertinent books, documents, papers and records of such contractor, involving transactions to the contract, and further,that City shall have access during normal working hours to all of the contractor's facilities,and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Developer's contractors reasonable advance notice of intended audits. 18. Independent Contractor It is expressly understood and agreed that Developer and its employees, representative, agents, servants,officers,contractors,subcontractors,and volunteers shall operate as independent contractors as to all rights and privileges and work performed under this Agreement, and not as agents, representatives or employees of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Developer shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer acknowledges that the doctrine of respondeat superior shall not apply as between the City and its officers, representatives, agents, servants and employees, and Developer and its employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Developer further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Developer. It is further understood that the City shall in no way be considered a co-employer or a joint employer of Developer or any employees, representatives, agents, servants, officers, contractors, subcontractors, and volunteers of Developer. Neither Developer, nor any officers, agents, servants, employees or subcontractors of Developer shall be entitled to any employment benefits from the City. Developer shall be responsible and liable for any and City of Fort Worth,Texas Page 8 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] all payment and reporting of taxes on behalf of itself, and any of employees, representatives, agents, servants, officers, contractors, subcontractors,and volunteers. The City, through its authorized representatives and employees, shall have the sole and exclusive right to exercise jurisdiction and control over City employees. 19. Applicable Law; Venue This Agreement shall be construed under and in accordance with Texas law. Venue shall be in the state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 20. Non-Waiver The failure of the City to insist upon the performance of any term or provision of this Agreement or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of City's right to assert or rely on any such term or right on any future occasion. 21. Governmental Powers and Immunities. It is understood that by execution of this Agreement, the City does not waive or surrender any of its governmental powers or immunities. 22. Headings The paragraph headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of this Agreement. 23. Severability In the event that any clause or provision of this Agreement shall be held to be invalid by any court of competent jurisdiction, the invalidity of such clause or provision shall not affect any of the remaining provisions hereof. 24. Review of Counsel City and Developer, and if they so choose,their attorneys, have had the opportunity to review and comment on this document;therefore any rule of contract construction or interpretation that would normally call for the document to be interpreted as against the drafting party shall not apply in interpretation of this Agreement, and each section, portion, and provision of this Agreement shall be construed solely on the basis of the language contained therein, regardless of who authored such language. City of Fort Worth,Texas Page 9 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 25. Prohibition on Boycotting Israel Developer acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company with 10 or more full-time employees that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and(2)will not boycott Israel during the term of the contract. The term"boycott Israel"has the meaning ascribed to it by Section 808.001 of the Texas Government Code. The term"company" has the meaning ascribed to it by Section 2270.001 of the Texas Government Code. To the extent that Chapter 2270 of the Government Code is applicable to this Agreement, by signing this Agreement, Developer certifies that Developer's signature provides written verification to the City that Developer: (1) does not boycott Israel; and(2)will not boycott Israel during the term of this Agreement. 26. Immigration and Nationality Act Developer shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Developer shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Developer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Developer employee who is not legally eligible to perform such services.DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER, DEVELOPER'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES. City,upon written notice to Developer, shall have the right to immediately terminate this Agreement for violations of this provision by Developer. 27. Amendment No amendment, modification, or alteration of the terms of this Agreement shall be binding unless the same is in writing, dated subsequent to the date hereof, and duly executed by the City and Developer. 28. Assignment and Successors Developer shall not assign or subcontract all or any part of its rights,privileges, or duties under this Agreement without the prior written consent of City. Any attempted assignment or subcontract without the City's prior written approval shall be void and constitute a breach of this Agreement. 29. No Third-Party Beneficiaries The provisions and conditions of this Agreement are solely for the benefit of the City and Developer, and any lawful assign or successor of Developer, and are not intended to create any rights, contractual or otherwise,to any other person or entity. City of Fort Worth,Texas Page 10 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 30. Compliance with Laws, Ordinances,Rules and Regulations Developer, its officers, agents, servants, employees, and contractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of City. It is agreed and understood that, if City calls to the attention of Developer any such violation on the part of Developer or any of its officers, agents, servants, employees, or subcontractors, then Developer shall immediately desist from and correct such violation. 31. Signature Authority The person signing this Agreement on behalf of Developer warrants that he or she has the legal authority to execute this Agreement on behalf of the Developer, and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity. The City is fully entitled to rely on this warranty and representation in entering into this Agreement. 32. Counterparts This Agreement may be executed in multiple counterparts, each of which will be deemed an original,but which together will constitute one instrument. 33. Entire Agreement This written instrument, together with any attachments, exhibits, and appendices, constitutes the entire understanding between the City and Developer concerning the work to be performed hereunder, and any prior or contemporaneous, oral or written agreement that purports to vary from the terms hereof shall be void. [REMAINDER OF PAGE INTENTIONALLY BLANK] City of Fort Worth,Texas Page 11 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] 34. Cost Summary Sheet Project Name: Willow Springs Phase I CFA No.: CFA20-0009 City Project No.: 102181 Items Developer's Cost A. Water and Sewer Construction 1. Water Construction $ 644,439.00 2.Sewer Construction $ 452,770.00 Water and Sewer Construction Total $ 1,097,209.00 B. TPW Construction 1.Street $ 1,165,337.05 2.Storm Drain $ 942,126.00 3.Street Lights Installed by Developer $ 133,338.66 4. Signals $ - TPW Construction Cost Total $ 2,240,801.71 Total Construction Cost(excluding the fees): $ 3,338,010.71 Estimated Construction Fees: C. Construction Inspection Service Fee $53,655.00 D. Administrative Material Testing Service Fee $22,834.00 E. Water Testing Lab Fee $2,640.00 Total Estimated Construction Fees: $ 79,129.00 Choice Financial Guarantee Options,choose one Amount Mark one Bond=100% $ 3,338,010.71 x Completion A reement=100%/Holds Plat $ 3,338,010.71 Cash Escrow Water/Sanitary Sewer=125% $ 1,371,511.25 Cash Escrow Paving/Storm Drain=125% $ 2,801,002.14 Letter of Credit=125% $ 4,172,513.39 City of Fort Worth,Texas Page 12 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] IN WITNESS WHEREOF, the City and Developer have each executed this Agreement by their duly authorized signatories to be effective on the date executed by the City's Assistant City Manager. CITY OF FORT WORTH DEVELOPER Ashton Dallas Residential,LLC Dana Burghdoff(Sep 14,20 18:41 CDT µ Dana Burghdoff Daniel Sa ky(Se' 4,202012:51 CDT) Assistant City Manager Name: Daniel Satsky Title: Vice President of Land Acquisition& Date: Sep 14,2020 Development Recommended by: Date: Sep 14,2020 Evelyn Moberts(Sep 14,202012:51 CDT) Evelyn Roberts/Jennifer Ezernack Project Assistant Planning and Development Approved as to Form &Legality: �Z23 Richard A.McCracken(Sep 14,202013:25 CDT) Richard A. McCracken Contract Compliance Manager: Sr. Assistant City Attorney M&C No. By signing, I acknowledge that I am the person Date: responsible for the monitoring and administration of this contract,including Form 1295: ensuring all performance and reporting 4 4 anq requirements. a FORp�B ATTEST: pro ��o o=d Laurie Lewis Laurie Lewis(Sep 14,202012:52 CDT) !/ naaoaa Name: Laurie Lewis Mary J.Kayser/Ronald Gonzales Title: Interim Development Manager City Secretary/Assistant City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX City of Fort Worth,Texas Page 13 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] The following attachments are incorporated into this Agreement. To the extent a conflict exists between the main body of this Agreement and the following attachments, the language in the main body of this Agreement shall be controlling. Included Attachment ® Attachment 1 -Changes to Standard Community Facilities Agreement ® Attachment 2—Phased CFA Provisions ❑ Attachment 3—Concurrent CFA Provisions ® Location Map ® Exhibit A: Water Improvements ® Exhibit A-1: Sewer Improvements ® Exhibit B: Paving Improvements ® Exhibit B-1: Storm Drain Improvements ® Exhibit C: Street Lights and Signs Improvements ® Cost Estimates (Remainder of Page Intentionally Left Blank) City of Fort Worth,Texas Page 14 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] ATTACHMENT"1" Changes to Standard Community Facilities Agreement City Project No. 102181 None City of Fort Worth,Texas Page 15 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] ATTACHMENT "2" Phased CFA Provision City Project No. The improvements being constructed by Developer pursuant to this Agreement will connect to improvements Developer is constructing under a separate Community Facilities Agreement that have not been completed and accepted by the City. Therefore, this Agreement shall be considered a"Phased CFA"and the provisions contained in this section shall apply to this Agreement. The improvements being constructed by Developer under the separate Community Facilities Agreement shall be defined as the "Parent Project." The improvements being constructed by Developer under this Agreement shall be defined as the "Child Project." Developer acknowledges and agrees that due to Developer's election to construct a Phased CFA, the potential exists for technical, delivery, acceptance or performance problems (hereinafter "Construction Problems"). Construction Problems may include, but are not limited to: failure of the improvements to comply with the approved plans or City Specifications; failure of the improvements in the Parent Project and the Child Project to properly connect to each other; changes to the design or construction of the improvements in the Parent Project that impact the design and construction of the improvements in the Child Project; construction delays, delay claims, or claims for liquidated damages; increased costs for the Developer; failure of the improvements to pass inspection or material testing; or rejection by the City of some or all of the improvements and Developer having to remove and reconstruct the improvements at Developer's expense. In addition, Developer understands and agrees that disputes may arise between Developer's contractors or their subcontractors relating to responsibility for the Construction Problems. Developer shall be solely responsible for resolving disputes between contractors or disputes between contractors and subcontractors. Developer further acknowledges and agrees that Developer has notified all of Developer's contractors for the Project that Developer has elected to construct a Phased CFA, the provisions of this section, the risks associated with a Phased CFA, and that the City shall not bear any responsibility for Developer's decision to proceed with a Phased CFA. Developer shall not make the final connection of the improvements in the Child Project to the improvements in the Parent Project until the improvements in the Parent Project have been constructed and accepted by the City and the City has consented to Developer making the connection. Developer agrees that if this Agreement is for improvements relating to the construction, renovation or modification of one or more single family residential homes or structures, the City will not record the plat related to the Project until the improvements are constructed and accepted City of Fort Worth,Texas Page 16 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] by the City. Developer agrees that if this Agreement is for improvements relating to the construction, renovation or modification of one or more commercial buildings or structures, the Developer shall not receive a Certificate of Occupancy from the City for the building(s) related to the Project until the improvements in this Agreement are constructed and accepted by the City. Developer further understands and agrees that completion of the improvements under this Agreement does not entitle Developer to obtain a final plat of the property until all other requirements of Federal law, State law, or the City Code relating to the filing and recording of a final plat have been met by Developer. BY CHOOSING TO CONSTRUCT A PHASED CIA, DEVELOPER ASSUMES ALL RISKS AND DEVELOPER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY AND ALL ECONOMICDAMAGESPROPERTYLOSS,PROPERTYDAMAGESANDPERSONAL INJURY, (INCLUDINGDEATII), OFANYKIND OR CHARACTER, WHETHER REAL OR ASSERTED. DEVELOPER HEREBYEXPRESSLYRELEASESAND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR DAMAGES, INCLUDING, BUT NOT LIMITED TO ANYAND ALL ECONOMICDAMAGES,PROPERTYLOSS,PROPERTY DAMAGE AND PERSONAL INJURY(INCL UDING DEATII)ARISING OUT OF OR IN CONNECTION WITH,DIRECTLY OR INDIRECTLY, THE CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S DECISION TO CONSTRUCT A PHASED CIA. DEVELOPER,AT ITS SOLE COSTAND EXPENSE,AGREES TO AND DOES HEREBY INDEMNIFY, DEFEND PROTECT, AND HOLD HARMLESS CITY, AND CITY'S OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS FOR, FROMANDAGAMSTANYANDALL CLAIMS(WHETHERATLAWORJ7VEQUITI9, LIABILITIES, DAMAGES (INCLUDING ANY AND ALL ECONOMIC DAMAGES, PROPERTYLOSS, PROPERTYDAMAGESAND PERSONAL INJURIES INCLUDING DEATH LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS AND EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES AND COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTIONARISING OR ALLEGED TO ARISE BY OR INANY WAYRELATED TO CONSTRUCTION OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CIA, OR (2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY THE CONSTRUCTIONS OF THE IMPROVEMENTS OR DEVELOPER'S CHOICE TO CONSTRUCT A PHASED CIA WHETHER OR NOT SUCH INJURIES, DEATH OR DAMAGES ARE CAUSED, IN WHOLE OR IN PART. BY THE ALLEGED NEGLIGENCE OF THE CITY OF FORT WORTH, ITS OFFICERS, SERVANTS, OR EMPLOYEES. City of Fort Worth,Texas Page 17 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] DEVELOPER: ASHTON DALLAS RESIDENTIAL,LLC Daniel Sa ky(Sp 4,202012:51 COT) Name: Daniel Satsky Title: Vice President of Land Acquisition&Development City of Fort Worth,Texas Page 18 of 18 Standard Community Facilities Agreement Rev.10/5/19[NPC] SECTION 00 42 43 PROPOSAL FORM UNIT PRICE Willow Springs,Phase I B UNIT PRICE BID Bidders's Application Independent Utility Construction,Inc. Project Item Information 5109 Sun Valley Dr. Fort Worth,TX76119 Bidlist Item Description Specification Unit of No. p Section No, Measure Bid Quantity Unit Price Bid Value STREET LIGHTS 2605.3015 2"CONDT PVC SCH 80(T) 2605 33 LF 2,510 $11.98 $30,069.80 3441,305 Furnish/Install LED Lighting Fixture(70 watt ATBO Cobra Head) 3441 20 EA 31 $272.53 $8,448 43 3441.3301 Rdwy Illum Foundation TY 1,2,and 4 3441 20 EA 31 $1,109.00 $34,379.00 3441.3351 Furnish/Install Rdway Illum TY I 1 Pole 3441 20 EA 31 $1,509.00 $46,779.00 3441,1646 Furnish/Install Type 33B Arm 3441 20 EA 31 $173 53 $5,379.43 3441,141 NO 10 Insulated Elec Condr 344110 LF 7,530 $1.10 $8,283.00 STREET LIGHTS TOTALI $133,338.66 Bid Summary Base Bid Street Lights $133,338.66 Total Base Bid $133,338.66 Alternate Bid Total Alternate Bid Deductive Alternate Bid Total Deductive Alternate Bid Additive Alternate Bid Total Additive Alternate Bid Total Bid $133,338.66 Our work will take working days. Submitted By: Ric and VVW President 08/10/2020 SECTION 00 42 43 PROPOSAL FORM UNIT PRICE Willow Springs,Phase IB UNIT PRICE BID Bidders's Application CONASTER CONSTRUCTION TX L.P. Project Item Information 5327 WICHITA ST. FORT WORTH,TX 76119 Bidlist Item Specification Unit of Description Bid Quantity Unit Price Bid Value No. I Section No. Measure WATERIMPROVEMENTS 3311.0241 8"Water Pipe 33 11 12 LF 8,607 $34.00 $292,638.00 3312.2003 1"Water Service 33 12 10 EA 114 $950.00 $108,300.00 9999.0021 1.5"Irrigation Service 00 00 00 EA 1 $2,000.00 $2,000.00 9999.0022 1"Irrigation Service 000000 EA 1 $1,200.00 $1,200.00 3312.3003 8"Gate Valve 33 1220 EA 28 $1,250.00 $35,000.00 3312,0001 Fire Hydrant 331240 EA 20 S4,200.00 $84,000.00 3311.0001 Ductile Iron Water Fittings w/Restraint 33 11 11 TON 9 $4,500.00 $40,500.00 3305.0003 8"Waterline Lowering 3305 12 EA 9 $1,500.00 $13,500.00 3305.0109 Trench Safety 3305 10 LF 8,607 $1,00 $8,607.00 241.1118 V-12"Pressure Plug 024114 EA 12 $1,000.00 $12,000.00 3471.0001 Traffic Control 3471 13 MO 1 $1,500.00 $1,500.00 3312.4107 12"x 8"Tapping Sleeve&Valve 33 1225 EA 1 $4,500.00 S4,500.00 3312.0117 Connection to Existing 4"-12"Water Main 33 1225 EA 2 $1,000.00 $2,000.00 "99.0016 S'Pressure Plane Valve 000000 EA 1 $1,250.00 $1,250.00 9999.0002 Steel Encasement for Utility Pipes 00 00 00 LF 145 S220.00 $31,900.00 3201.0614 Cone Pvmt Repair,Residential 320129 SY 77 $72.00 $5,544.00 TOTAL WATER IMPROVEMENTS $644,439.00 SANITARY SEWER IMPROVEMENTS 3331.4115 8"Sewer Pipe 333120 LF 5,542 $40.00 $221,680.00 3339.1001 4'Manhole 33 39 20 EA 21 $4,200.00 $88,200.00 9999.0018 8"C900 DR-14 00 00 00 LF 120 $60.00 $7,200.00 3339.0001 Epoxy Manhole Liner 33 39 60 VF 9 $385.00 $3,465.00 9999.0001 CSS Encasement for Utility Pipes 33 05 10 LF 440 $20.00 $8,800.00 9999.0017 DI Encasement for Utility Pipes 00 00 00 LF 120 $92.00 $11,040.00 3339.1003 4'Extra Depth Manhole 33 3920 VF 57 $175.001 $9,975.00 3331.3101 4"Sewer Service 3331 50 EA 103 $650.00 $66,950.00 241.1118 4"-12"Pressure Plug 024114 EA 1 $1,000.00 $1,000.00 9999,0013 Connect to Ex Sewer 000000 EA 3 $1,000.00 $3,000.00 3301.0101 Manhole Vacuum Testing 33 0130 EA 21 $150.00 $3,150.00 3305.0109 Trench Safety 3305 10 LF 5,662 $1.00 $5,662.00 3301,0002 Post-CCTV Inspection 33 01 31 1 LF 5,662 $4.00 $22,648.00 SANITARY SEWER TOTA $452,770.00 STORM DRAIN IMPROVEMENTS 3341.1403 7x5 Box Culvert 3341 10 LF 335 $415.00 $139,025.00 3341.0502 54"RCP,Class III 3341 10 LF 541 $210.00 $113,610.00 3341.0409 49"RCP,Class III 3341 10 LF 663 $150.00 $99,450.00 3341.0402 42"RCP,Class III 3341 10 LF 198 $130.00 $25,740.00 3341.0309 36"RCP,Class III 3341 10 LF 617 $95.00 $58,615.00 3341.0208 27"RCP,Class I11 3341 10 LF 571 $65.00 $37,115.00 3341.0205 24"RCP,Class III 3341 10 LF 807 $60.00 $48,420.00 3341.0201 21"RCP,Class III 3341 10 LF 1 491 $55.00 $27,005.00 3349.5001 10'Curb Inlet 33 49 20 EA 24 $3,200.00 $76,800.00 3349.0001 4'Storm Junction Box 33 49 10 EA 5 $4,500.00 $22,500.00 3349.0002 5'Storm Junction Box 33 49 10 EA 1 $5,500.00 $5,500.00 3349.0003 6'Storm Junction Box 33 49 10 EA 2 $6,500.00 $13,000.00 3349.0005 8'Storm Junction Box 334910 EA 1 $9,500.00 $9,500.00 3349.7001 4'Drop Inlet 33 49 20 EA 4 $4,500.00 $18,000.00 3349.7003 6'Drop Inlet 33 49 20 EA 2 $6,500.00 $13,000.00 9999,0003 7'x5'PW-1 TxDOT Headwall 000000 EA 2 $47,550.00 $95,100.00 9999.0024 24"CH-FW-0 TxDOT Headwall 00 00 00 EA 1 $2,500.00 $2,500.00 9999.0004 27"CH-FW-0 TxDOT Headwall 00 00 00 EA 1 $3,000.00 $3,000.00 9999.0005 42"CH-FW-0 TxDOT Headwall 00 00 00 EA 1 $4,500.00 $4,500.00 9999.0006 54"Sloping Headwall 344130 EA 1 $5,500.00 $5,500.00 9999.0007 36"Sloping Headwall 344130 EA 1 $4,000.00 $4,000.00 9999.0008 27"Sloping Headwall 024113 EA 1 $3,000.00 $3,000.00 9999.0014 Connect to Ex Storm 00 00 00 EA 2 $1,000.00 $2,000.00 3305.0112 Concrete Collar 3305 17 EA 8 $1,000.00 $8,000.00 3349.0102 4'Manhole Riser 334910 EA 1 $1,500.00 $1,500.00 3137.0102 !ntgP Stone Riprap,dry 31 37 00 1 SY 5981 $95.00 $56,810.00 3305.0109 ITrench Safety 33015 10 LF 4,223 $2.00 $8,446.00 3471.0001 lTmfflc Control 3471 13 MO 1 $1,500.00 $1,500.00 9999.0023 IianJRail 000000 LF 262 $145.00 $37,990.00 STORM DRAIN TOTAL. $941,126.00 PAVING IMPROVEMENTS 3213.0101 6"Conc Pvmt 32 13 13 SY 25,426 $35.00 $889,910.00 3213.0301 4"Conc Sidewalk 32 1320 SF 20,607 $3.15 $64,912.05 3211.0501 6"Lime Treatment 321129 SY 27,180 $3.00 $81,540.00 3211.04 Hydrated Lime 32 1129 TN 435 $185.00 $80,475.00 3213.0501 Barrier Free Ramp,Type R-1 321320 20 EA 16 $1,400.00 $22,400.00 3213.0506 Barrier Free Ramp,Type P-1 32 13 20 EA 6 $1,500.00 $9,000.00 9999.0009 1 Connect to Ex Street Header 1 32 13 13 EA 2 $500.00 $1,000.00 9999.001 End of Road Barricade 34 41 30 EA 4 $500.00 $2,000.00 9999.0011 Remove End of Road Barricade 0241 13 EA 2 $300.00 $600.00 3471.0001 Traffic Control 347113 MO 1 $1,500.00 $1,500.00 PAVING TOTAL $1,153,337.05 STREET SIGNS 3441.4006 Install Alum Sign Ground Mount 3441 30 EA 16 $750.001 $12 000,00 STREET SIGNS TOTAL S11,000.00 Bid Summary Base Bid Water Improvements $644,439.00 Sanitary Sewer Improvements $452,770.00 Storm Drain Improvements $941,126.00 Paving Improvements $1 153,337.05 Street Signs $12,000.00 Total Base Bid $3,203,672.05 Alternate Bid Total Alternate Bid Deductive Alternate Bid Total Deductive Alternate Bid Additive Alternate Bid Total Additive Alternate Bid Total Bid $3,203,672.05 i -------------------------------------------------------------------------------------------------------------------------------------------- r Zp 0� 00 U� U)W Z &Z ALLIANCE qy-q AIRPORT 287 Ro PROJECT LOCATION -j 0 �0 J�� 9L U) AVONDALE HASLET PKWY y9s I'p ROAD �09Q���� 5,... 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RAMPS BY DEVELOPER - AVONDALE-HA LET ROAD sic � EXHIBIT B - PAVING o� o ------------------------------------------------------------------3---------------------------------------------------------------------- v�, z V WILLOW SPRINGS DEVELOPER: i; I PELOTON al 0 NORTH 400' ASHTON DALLAS I I LAND 30 LUTION3 PHASE 1 B RESIDENTIAL L.L.C. sBooHILSUITE PARKWAY PH 1 B - CPN 102181 1800 VALLEY VIEW LANE,STE.100 FORT WORTH,TX 76177 = GRAPHIC SCALE FARMERS BRANCH,TX 75324 PHONE:817-562-3350 PH 1A— CPN 102174 (SHEET 4OF6) $ DATE:AUG,2020 .......................................................................................................Q..........------------------------- BASSETT HOUND DRIVE 5-7'x5'BC - J4'DROP 2-HDWL TYPE TxDOT INLET MODIFIED PW-1 24"RCP , — F_F_� 27"RCP AIR, 24"RCP© 2-21"RCP° Z,2 2-21"RCP 4'SQ MH, — —— _ 2-10'INLET Q °� 2-10'INLET cgE GENTLE cREE LANE 48"RCP_ 2- RCP 24"RCP a 17 2-1010'INLET, w I� °=s 2-21"RCP a 1-SLOPED 2-10'INLET 27"RCP 4'SQ MH ° - 8'x8'JUNCTION „ BOX __ 42"RCP _54"RCP RCP 6'DROP 24"RCP 2-21"RCP 2-10'INLET na.� INLET - -� - '_'� I 2-10'INLET 4'SQ MHI TM 2-1 O'RCP �4'SQ MH 2-10'-INLET Q HJS Ll J.11�J�LJ J— 27"RCP a 4'SQ MH I 1-HDWL TYPE °=I TxDOT CH-FW-0 2-21"RCP 2-10'INLET I o I 24"RCP oP =Pa 42"RCP I 4'DROP —— INLET 2-21"RCP o o WAY 2-10'INLET > I aPEN sPa.E 21 36"RCP, —r—T T1 TI -F -T I—T T—F a DROP 1-4'SQ MH c� EscONDI D IV �_� E.�co ❑I❑ ❑ "J��_I I INLET_ � ScoNDI ❑DRIV —�� T T�T T 1 T RCP 24"RCP - 27" 4-1+1+ 44 DR 1 36"RCP 2_10'RCP INLET es EAN1 �1e1e14 OP Nc R INLET " a 1 101 1 Q 1-SLOPED"" 1 °' oPE RI 1,�,T,'- 1 Q'� > " 2-21"RCP 3 - 2-10'INLET BRAEBU N LAN e eaeH space I Q 14 1 ,w 1-SLOPED 1 1 x HOWL IE 6'DROP 24"RCP INLET 1-21"RCP 1 2-10'INLET -` o HA O' HA, K 42"RCP— — \ LEGEND DRIVE -- WILLOW S$ApRI GS PH 1A NOT EXISmIN CURE Lj CP#1021 m� a - X-26049 PROPOSED STORM DRAIN INLET o w z II -- -- STORM DRAIN (BY II t PSESODROPOD TORM RA IN MANHOLE ll U� m PROPOSED STORM DRAIN HEADWALL AVONDALE-H LET ROAD EXHIBIT B1 - STORM DRAINAGEol ------------------------------------------------------------------3---------------------------------------------------------------------- v�, z V WILLOW SPRINGS DEVELOPER: I; I PELOTON a, 0 NORTH 400' ASHTON DALLAS I I LAND 30 LUTION3 PHASE 1 B RESIDENTIAL L.L.C. sBooHILSUITE PARKWAY PH 1 B - CPN 102181 1800 VALLEY VIEW LANE,STE.100 FORT WORTH,TX 76177 = GRAPHIC SCALE FARMERS BRANCH,TX 75324 PHONE:817-562-3350 PH 1A- CPN 102174 (SHEET 5OF6) $ DATE:AUG,2020 .......................................................................................................Q..........------------------------- �� BASSETT HOUND DRIVE 0411, — F—F— —— u o��s�n�e o ° --—� o GENTLE F�LBJi OEE 3B n , ——L H — IT m— , I HJSSJ 1 --------------- 1+J J m L@L— LJ a �PF�,PUF ti I � I aPEN ePa_E � ® a T f T1 TITo—r�T TT s s _ 3E.�GD ❑ID 3❑ IVE _�J+ SCONDI O DR' ESCDNDI D IV .T TIT T T2 F[IT - Is ANC R Al - 11}' N� R9 es 1 1 2112,12l +11 �ETpTll M- 3T.TE 'T,j. w 33 i —44 za � oPE sP - o u BRAEBU N LAN e I eaeH space Q Is is 1 � x Ncea HA O1 HA, K lul DRIVE m LEGEND UI m • o cl PROPOSED STREET LIGHTS w O EXIST STREET LIGHTS ` PROPOSED STREET NAME S mI I Q AVONDAL HASLET ROAD - z U EXIST STREET NAME SIGNS i EXHIBIT C - STREET LIGHT & STRT NAME SI iNS -----------------------------------------------------------------3---------------------------------------------------------------------- v�, z V WILLOW SPRINGS DEVELOPER: I; I PELOTON aI 0 NORTH 400' ASHTON DALLAS I I LAND 30 LUTION3 PHASE 1 B RESIDENTIAL L.L.C. sBooHILSUITE PARKWAY 1800 VALLEY VIEW LANE,STE.100 FORT WORTH,TX 76177 = PH 1 B — CPN 102181 GRAPHIC SCALE FARMERS BRANCH,TX 75324 PHONE:817-562-3350 PH 1A— CPN 102174 (SHEET 6OF6) DATE:AUG,2020